Zhejiang Jindao Technology Co., Ltd
689 Bujin Road, Keqiao District, Shaoxing City, Zhejiang Province
Zhejiang Jindao Technology Co., Ltd.
Initial public offering and listing on GEM
of
Listing announcement
Sponsor (lead underwriter)
No. 618, Shangcheng Road, China (Shanghai) pilot Free Trade Zone
April, 2002
hot tip
The shares of Zhejiang Jindao Technology Co., Ltd. (hereinafter referred to as "Jindao technology" or "issuer" or "company" or "the company") will be listed on the gem of Shenzhen Stock Exchange on April 13, 2022.
GEM companies have the characteristics of unstable performance, high operation risk and high delisting risk, and investors are facing greater market risk. Investors should fully understand the investment risks of the gem and the risk factors disclosed by the company, and make investment decisions prudently.
The company reminds investors to fully understand the risks of the stock market and the risk factors disclosed by the company, avoid blindly following the trend of "speculation" in the initial stage of IPO, and make prudent decision and rational investment.
Unless otherwise specified, the abbreviations or terms in this listing announcement have the same meanings as those in the prospectus of Zhejiang Jindao Technology Co., Ltd. for initial public offering and listing on the gem.
Section I important statements and tips
1、 Important statement
The company and all directors, supervisors and senior managers guarantee the authenticity, accuracy and completeness of the listing announcement, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear legal liabilities according to law.
The opinions of Shenzhen Stock Exchange and relevant government authorities on the listing of the company's shares and related matters do not indicate any guarantee to the company.
The company reminds investors to carefully read the information published on cninfo (website: www.cn. Info. Com. CN) China Securities Network (www.cs. Com. CN.) Www.cn.stock.com Securities Times (www.stcn. Com.) Securities Daily (www.zqrb. CN.) The contents of the "risk factors" chapter of the company's prospectus should pay attention to risks, make prudent decisions and make rational investment.
The company reminds the majority of investors to pay attention to the relevant contents not involved in this listing announcement. Please refer to the full text of the company's prospectus. 2、 Special tips on investment risk at the initial stage of gem IPO
The company reminds investors to pay attention to the investment risks in the initial stage of IPO (hereinafter referred to as "new shares"), and investors should fully understand the risks and rationally participate in the trading of new shares.
Specifically, the risks at the initial stage of listing include but are not limited to the following: (I) the restrictions on rise and fall are relaxed
The competitive trading of GEM stocks is subject to a wide range of rise and fall limits. For stocks that are IPO and listed on the gem, there is no rise and fall limit in the first five trading days after listing, and then the rise and fall limit is 20%. On the first day of the listing of new shares on the main board of Shenzhen Stock Exchange, the proportion of increase limit was 44%, the proportion of decrease limit was 36%, and then the proportion of increase limit was 10%. The gem further relaxed the limit on the initial period of stock listing, which increased the trading risk. (II) a small number of tradable shares
At the initial stage of listing, because the share lock period of the original shareholders is 36 months or 12 months, the share lock period of the special asset management plan established by the strategic placement participated by the senior management and core employees of the issuer is 12 months, and the lock period of the online lower limit share sale is 6 months. In this public offering of 25 million shares, the total share capital after issuance is 100 million shares, of which 21985084 shares are non tradable shares, accounting for 21.99% of the total share capital after issuance. At the initial stage of listing, the number of tradable shares of the company is small, and there is a risk of insufficient liquidity.
(III) the P / E ratio is different from the average level of the same industry
According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the issuer's industry is general equipment manufacturing (C34). The static average p / E ratio in the last month was 32.95 times (as of March 28, 2022).
The valuation levels of comparable listed companies disclosed in the prospectus are as follows:
In 2020, deduct the static securities code corresponding to the stock of T-3 days in 2020. The securities are referred to as non front EPS and non rear EPS. The closing price P / E ratio (deducting P / E ratio (deducting (yuan / share) (yuan / share) (yuan / share) (non front) and non rear)
Zhejiang Wanliyang Co.Ltd(002434) .SZ Zhejiang Wanliyang Co.Ltd(002434) 0.4607 0.3341 7.69 16.69 23.02
Hangzhou Advance Gearbox Group Co.Ltd(601177) .SH Hangzhou Advance Gearbox Group Co.Ltd(601177) 0.2098 0.0840 8.70 41.48 103.52
Zhejiang Zomax Transmission Co.Ltd(603767) .SH Zhejiang Zomax Transmission Co.Ltd(603767) 0.1806 0.1579 7.32 40.54 46.37
Mean value --- 32.90 57.64
Data source: wind information, data as of March 28, 2022 (T-3).
Note: 1. Calculation criteria of EPS before / after deduction of non recurring profit and loss in 2020: net profit attributable to the parent company before / after deduction of non recurring profit and loss in 2020 / total share capital on T-3 (March 28, 2022).
The issuance price of 31.20 yuan / share corresponds to the lower net profit diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2020, which is 47.90 times higher than the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. on March 28 (T-3), 2022, with an excess range of 45.37%; It is 57.64 times lower than the average static P / E ratio of comparable companies after deducting non-profit in 2020, and there is a risk that the decline of the issuer's share price will bring losses to investors in the future.
There is a risk that the net asset scale will increase significantly due to the acquisition of raised funds, which will have an important impact on the issuer's production and operation mode, operation management and risk control ability, financial status, profitability and long-term interests of shareholders.
The issuer and the recommendation institution (lead underwriter) remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
Investors should pay full attention to the risk factors contained in the pricing marketization, know that the stock may fall below the issue price after listing, effectively improve the risk awareness, strengthen the value investment concept, and avoid blind speculation. Regulators, issuers and recommendation institutions (lead underwriters) can not guarantee that the stock will not fall below the issue price after listing. (V) the shares can be used as the subject matter of margin trading on the first day of listing
The stock can be used as the subject matter of margin trading on the first day of listing, which may produce certain price fluctuation risk, market risk, margin increase risk and liquidity risk. Price fluctuation risk refers to that margin trading will aggravate the price fluctuation of the underlying stock; Market risk refers to that when investors use stocks as collateral for financing, they need to bear not only the risks caused by the change of the original stock price, but also the risks caused by the change of the stock price of new investment, and pay the corresponding interest; Margin increase risk means that investors need to monitor the level of guarantee ratio in the whole process of trading to ensure that it is not lower than the maintenance margin ratio required by margin trading; Liquidity risk is that when the index stock fluctuates violently, the financing purchase of securities or the repayment of securities sale, the sale of securities lending or the repayment of securities purchase may be blocked, resulting in greater liquidity risk. (VI) risk of decline in return on net assets
With the funds raised by the company's initial public offering and listing on the gem in April 2022, the company's net assets increased significantly. Although the company has fully demonstrated the project invested with raised funds and the expected benefits are good, the project invested with raised funds has a certain construction cycle and production period, and it is difficult to fully generate benefits in the short term. The growth of the company's profits may not keep pace with the growth of net assets in the short term. After this issuance, the company has the risk of declining return on net assets in the short term. 3、 Special risk tips
The company specially reminds investors that before making investment decisions, they must carefully read all the contents of the section "section IV Risk Factors" of the company's prospectus, and pay special attention to the following risk factors: (I) risks with high customer concentration
The company's main customers are forklift truck manufacturers, including Hangcha Group Co.Ltd(603298) , Guangxi Liugong Machinery Co.Ltd(000528) , JAC UnionPay, Mitsubishi Heavy Industry, Doosan forklift, etc. In each period of the reporting period, the revenue of the company's top five customers accounted for 81.78%, 83.15%, 85.49% and 84.39% of the operating revenue respectively. Among them, the revenue of Hangcha Group Co.Ltd(603298) the largest customer accounted for 55.66%, 62.28%, 68.37% and 65.78% of the operating revenue respectively, with high customer concentration. As the main operators of the company's downstream forklift vehicle manufacturers are relatively concentrated, at present, China's forklift market has formed a duopoly industry pattern of Anhui Heli Co.Ltd(600761) and Hangcha Group Co.Ltd(603298) in 2020, the market share of the two leading enterprises is more than 50%, and the market share of the top ten enterprises is more than 77%, which objectively leads to the customer concentration of suppliers of key forklift parts.
During the reporting period, affected by factors such as the improvement of forklift industry concentration and the improvement of industry prosperity, the market share of main customers increased and the sales scale expanded, which promoted the growth of the issuer's product sales. However, if: (1) the cyclical fluctuation of forklift industry leads to the decline of overall sales scale and even sales volume in China's forklift market, resulting in the slowdown or even decline of Hangcha Group Co.Ltd(603298) business growth; (2) Major changes have taken place in the competition pattern of the industry, the competitiveness of the company's main customer Hangcha Group Co.Ltd(603298) in the forklift industry has declined, and major adverse changes have taken place in the business situation, resulting in the reduction of market share and even the stagnation of business operation; (3) The company's future product quality or comprehensive service capability cannot meet the requirements of Hangcha Group Co.Ltd(603298) or the company's market development strategy does not meet the market changes or customer needs. The above situation will lead to the loss of Hangcha Group Co.Ltd(603298) purchase orders from the issuer's main customers, which will have a significant adverse impact on the company's operating performance. At the same time, the increased concentration of downstream industries objectively leads to the issuer's customer dependence, which may have a certain adverse impact on the issuer's bargaining power. (II) relocation risk of main production sites
The issuer's main production site is located at No. 22, Zhongxing Avenue, Shaoxing City. At present, this plot belongs to industrial land. On July 13, 2020, Shaoxing natural resources and Planning Bureau publicized the publicity of regulatory detailed planning of Meishan east area of jh-05 and pj-08 units in Jinghu New Area on its website. According to the planning, the industrial land where the company is located will be planned as class II residential land in the future. As of the signing date of this prospectus, the plan has been approved and publicized, and the issuer's main production sites will face the risk of relocation. According to the relevant provisions of the regulations on Expropriation and compensation of state owned land and houses, a series of procedures such as social stability risk assessment, investigation and registration, assessment and compensation, publicity and coordination shall be performed before the overall relocation. The issuer has not received the notice or time arrangement of relevant departments on the demolition and relocation of relevant properties, and the relocation plan and time are uncertain. (III) improper risk control by the actual controller
The actual controller of the company is the Kim family. Before this offering, the Kim family directly and indirectly held 88.87% of the shares of the issuer. After this offering, the Kim family is still the actual controller of the company. Although the articles of association stipulates the fiduciary duty of the actual controller, the avoidance voting system of affiliated shareholders and affiliated directors, and establishes the supervision and restriction mechanism of independent directors, at the same time, the actual controller has issued the letter of commitment on avoiding horizontal competition to the company, promising that it or the enterprise under its control will not engage in businesses that compete or may compete with the company, However, the Kim family may still use its controlling position to influence the company's development strategy, production and operation decision-making, personnel arrangement, related party transactions, profit distribution and other major matters through the exercise of voting rights, so as to affect the scientificity and rationality of the company's decision-making and bring the risk of improper control. (IV) product R & D risk
On the one hand, the technical threshold of forklift gearbox is high and the process flow is rather complicated. Only by keeping the advanced technology of products can we get the opportunity of supporting the development of new products for our main customers. On the other hand, the company needs to cooperate with the upgrading and upgrading needs of the forklift main engine factory to continuously develop new products. However, each new product usually needs a certain period from customer demand collection, technical analysis and demonstration, drawing design, tooling design and production, sample trial production and testing to customer recognition, small batch production and final large-scale production and sales, and may face the risk of product development failure. If the company cannot obtain sufficient funds to support technology R & D, a large amount of R & D investment cannot obtain advanced technical achievements, or fails to cooperate with customers to complete the development of new products, the company will face the risk of decline in technical advantages and comprehensive competitiveness.
Section 2 stock listing
1、 Review of stock registration and listing (I) legal basis for preparing listing announcement
This listing announcement is prepared in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation), the Listing Rules of Shenzhen Stock Exchange on the gem (revised in 2020) and other relevant laws and regulations, and in accordance with the guidelines on the content and format of the listing announcement of Shenzhen Stock Exchange on the gem, It aims to provide investors with the basic information of the company's initial public offering and listing on the gem. (II) the decision of the CSRC on registration and its main contents
The company's initial public offering of shares (hereinafter referred to as "this offering") has been registered and approved by the China Securities Regulatory Commission (zjxk [2022] No. 119) and approved the company's application for registration of initial public offering of shares. concrete content
